The plaintiffs also sued Jazz, alleging that the tender
offer to acquire Gentium for $57 a share was designed to ensure
the sale on terms that were “preferential” to Gentium’s board
and Jazz.

Gentium’s board and the company will receive more than $360
million from the sale of their illiquid holdings, according to
the proposed class action, or group lawsuit, filed today in
Manhattan federal court. The defendants breached their fiduciary
duty to secure the best price possible for Gentium’s shares and
filed false and misleading documents with the U.S. Securities
and Exchange Commission, according to the investors.

Jazz, which is based in Dublin, agreed last month to buy
Villa Guardia, Italy-based Gentium in a tender offer that will
expire on Jan. 22. Jazz is the maker of the narcolepsy treatment
Xyrem, which was expected to generate sales of $567 million last
year, according to the average of eight analysts’ estimates
compiled by Bloomberg.

Laurie Hurley, a spokeswoman for Jazz, and Chelsea Wheeler,
a spokeswoman for Gentium, didn’t immediately return a voice-mail message left at their offices after regular business hours
seeking comment on the lawsuit.

Xavion Jyles v. Gentium, 14-CV-287, U.S. District Court,
Southern District of New York (Manhattan).

To contact the reporter on this story:
Patricia Hurtado in Federal Court in Manhattan at